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Rolls-Royce Holdings (RR.)

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Friday 11 May, 2012

Rolls-Royce Holdings

Director/PDMR Shareholding


                ROLLS-ROYCE HOLDINGS plc - SHARE PURCHASE PLAN                 

Rolls-Royce Holdings plc (theCompany) announces the purchase on 7th May 2012 of
25,587 ordinary shares in the Company by Computershare Trustees Limited (the 
Trustee) at a price of 846.90 pence per share for the purpose of satisfying the
purchase of ordinary shares by eligible employees (including executive
directors and PDMRs) under the Rolls-Royce SharePurchase Plan (the Plan) for
the current month. The Plan has been approved by the Inland Revenue as a share
incentive plan under Schedule 8 to the Finance Act 2000.

The numbers of ordinary shares purchased on this date on behalf of the
executive directors and PDMR were as follows:

Executive directors:

C P Smith 15

M J Terrett 15

PDMRs:

A Michaelis 15

Company notified 11th May 2012

Dated 11th May 2012

For further information please contact Paul Davies, Acting Company Secretary,
Rolls-Royce Holdings plc, tel. no. 01332 245878